REG - European Metals Hldg - Redomiciliation Update

European Metals HoldingsAnnouncement

07/05/2024 09:15

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RNS Number : 4060N  European Metals Holdings Limited  07 May 2024

For immediate release

 

7 May 2024

REDOMICILIATION UPDATE

European Metals Holdings Limited (ASX & AIM: EMH) ("European Metals" or
the "Company") is pleased to advise that it has been registered as an
Australian company effective from today, 7 May 2024 and will today lodge a
notice of intention to discontinue out with the British Virgin Islands
registry ("BVI Registry").

 

The Company advised its intention to redomicile in the announcement to the
market on 1 December 2023, and the proposed redomiciliation was approved by
the Company's Shareholders on 22 December 2023.

 

Upon filing the Discontinuance Documents, the BVI Registrar of Corporate
Affairs shall issue a certificate of discontinuance. The certificate of
discontinuance will provide prima facie evidence that all the requirements of
the BVI Business Companies Act in respect of the continuation of a company
under the laws of a foreign jurisdiction have been complied with, and that the
Company was discontinued on the date specified in the certificate of
discontinuance. European Metals will be domiciled in Australia and will be a
company governed under the Corporations Act 2001 (Cth) ("Australian
Continuance"). The new constitution will replace the existing Articles of
Association of the Company and the Company's registered office will change to
Level 3, 88 William Street, Perth WA 6000.

 

The Board believes that the Australian Continuance should lead to substantial
cost savings and improvements in the Company's administration and efficiency
of operations. Additionally, it will remove a potential impediment to
obtaining European development financial assistance for the Cinovec project.

 

The redomiciliation will represent a re-admission to AIM. As a quoted
applicant under AIM Rule 2 of the AIM Rules for Companies, the Company has
provided the London Stock Exchange with the information specified by Schedule
One of the AIM Rules for Companies ("Schedule One") on the 4(th) of April
2024, being at least 20 business days before the expected date of re-admission
to AIM. On readmission, the Company confirms its ISIN as AU000000EMH5 and
SEDOL as BSC9SJ5.

 

Application has been made to the London Stock Exchange for the readmission of
207,444,705 ordinary shares of no par value ("Shares"), held as Shares in
Australia and via Depository Interests ("DIs") in the UK, to trading on AIM.
It is expected that readmission will become effective and dealings in the
Shares commence on AIM at 8.00 a.m. on or around 10 May 2024.

 

To be traded on AIM, securities including DIs must be able to be held,
transferred and settled electronically through CREST, the UK clearing and
settlement system. Ordinary Shares held on the Australian share register may
be converted on a 1:1 basis into DIs held in CREST on the UK depositary
register and vice versa. The Shares will be listed and traded on the ASX, with
trades settled electronically on the Australian register through CHESS, the
Australian clearing and settlement system.

 

ASX Timetable

As part of the Australian Continuance, all securityholders who previously held
their securities in the form of CHESS Depositary Interests ("CDIs") will then
hold Shares directly in the Company rather than through the CDI nominee and
those Shares will be tradeable on ASX.  Accordingly, all existing CDIs will
be automatically converted on a 1:1 basis into Shares and new holding
statements will be issued in support of the shareholdings (in replacement for
the existing CDI statements).  The relevant ASX timetable is set out below:

 Event                                                                          Business Day  Date
 Announce migration to Australia                                                0             7 May 2024
 Last day to reposition pre-migration securities between the UK DI, BVI share   1             8 May 2024
 and Australian CDI registers
 Last day for trading on the Company's CDIs on ASX                              2             9 May 2024
 Trading in Shares on a deferred settlement basis commences                     3             10 May 2024
 Last day for the Company to register transfers of CDIs                         4             13 May 2024
 Revocation of trust by CHESS Depositary Nominees Pty Ltd in accordance with    5 - 7         14 - 16 May 2024
 ASX Settlement Operating Rule 13.5A.1.
 Conversion of the CDIs to Shares.                                              8             17 May 2024

 Repositioning of securities between the UK DI and Australian share registers
 re-commences
 Send statements and notices to shareholders                                    9             20 May 2024

 Deferred settlement trading ends.

Note: the above timetable is indicative only and subject to change.

This announcement has been approved for release by the Board.

Capitalised terms used but not defined in this announcement have the meanings
given to them in the Company's announcement released on 1 December 2023 in
respect of the Notice of Annual General Meeting unless the context provides
otherwise.

CONTACT

For further information on this update or the Company generally, please visit
our website at www.europeanmet.com (http://www.europeanmet.com) or see full
contact details at the end of this release.

 

BACKGROUND INFORMATION ON CINOVEC

PROJECT OVERVIEW

Cinovec Lithium Project

Geomet s.r.o. controls the mineral exploration licenses awarded by the Czech
State over the Cinovec Lithium Project. Geomet has been granted a preliminary
mining permit by the Ministry of Environment and the Ministry of Industry. The
company is owned 49% by EMH and 51% by CEZ a.s. through its wholly owned
subsidiary, SDAS. Cinovec hosts a globally significant hard rock lithium
deposit with a total Measured Mineral Resource of 53.3Mt at 0.48% Li(2)O,
Indicated Mineral Resource of 360.2Mt at 0.44% Li(2)O and an Inferred Mineral
Resource of 294.7Mt at 0.39% Li(2)O containing a combined 7.39 million tonnes
Lithium Carbonate Equivalent (refer to the Company's ASX/AIM release dated 13
October 2021) (Resource Upgrade at Cinovec Lithium Project).

An initial Probable Ore Reserve of 34.5Mt at 0.65% Li(2)O reported 4 July 2017
(Cinovec Maiden Ore Reserve - Further Information) has been declared to cover
the first 20 years mining at an output of 22,500tpa of lithium carbonate
(refer to the Company's ASX/AIM release dated 11 July 2018) (Cinovec
Production Modelled to Increase to 22,500tpa of Lithium Carbonate).

This makes Cinovec the largest hard rock lithium deposit in Europe and the
fifth largest non-brine deposit in the world.

The deposit has previously had over 400,000 tonnes of ore mined as a trial
sub-level open stope underground mining operation.

On 19 January 2022, EMH provided an update to the 2019 PFS Update. It
confirmed the deposit is amenable to bulk underground mining (refer to the
Company's ASX/AIM release dated 19 January 2022) (PFS Update delivers
outstanding results). Metallurgical test-work has produced both battery-grade
lithium hydroxide and battery-grade lithium carbonate at excellent recoveries.
In February 2023 DRA Global Limited ("DRA") was appointed to complete the
Definitive Feasibility Study ("DFS").

Cinovec is centrally located for European end-users and is well serviced by
infrastructure, with a sealed road adjacent to the deposit, rail lines located
5 km north and 8 km south of the deposit, and an active 22 kV transmission
line running to the historic mine. The deposit lies in an active mining
region.

The economic viability of Cinovec has been enhanced by the recent push for
supply security of critical raw materials for battery production, including
the strong increase in demand for lithium globally, and within Europe
specifically, as demonstrated by the European Union's Critical Raw Materials
Act (CRMA).

 

BACKGROUND INFORMATION ON CEZ

Headquartered in the Czech Republic, CEZ a.s. is one of the largest companies
in the Czech Republic and a leading energy group operating in Western and
Central Europe. CEZ's core business is the generation, distribution, trade in,
and sales of electricity and heat, trade in and sales of natural gas, and coal
extraction. The foundation of power generation at CEZ Group are emission-free
sources.  The CEZ strategy named Clean Energy for Tomorrow is based on
ambitious decarbonisation, development of renewable sources and nuclear
energy. CEZ announced that it would move forward its climate neutrality
commitment by ten years to 2040.

The largest shareholder of its parent company, CEZ a.s., is the Czech
Republic with a stake of approximately 70%. The shares of CEZ a.s. are traded
on the Prague and Warsaw stock exchanges and included in the PX and WIG-CEE
exchange indices. CEZ's market capitalization is approximately EUR 20.3
billion.

As one of the leading Central European power companies, CEZ intends to develop
several projects in areas of energy storage and battery manufacturing in the
Czech Republic and in Central Europe.

CEZ is also a market leader for E-mobility in the region and has installed and
operates a network of EV charging stations throughout Czech Republic. The
automotive industry in the Czech Republic is a significant contributor to GDP,
and the number of EV's in the country is expected to grow significantly in the
coming years.

CAUTION REGARDING FORWARD LOOKING STATEMENTS

Information included in this release constitutes forward-looking statements.
Often, but not always, forward looking statements can generally be identified
by the use of forward looking words such as "may", "will", "expect", "intend",
"plan", "estimate", "anticipate", "continue", and "guidance", or other similar
words and may include, without limitation, statements regarding plans,
strategies and objectives of management, anticipated production or
construction commencement dates and expected costs or production outputs.

Forward looking statements inherently involve known and unknown risks,
uncertainties and other factors that may cause the company's actual results,
performance, and achievements to differ materially from any future results,
performance, or achievements. Relevant factors may include, but are not
limited to, changes in commodity prices, foreign exchange fluctuations and
general economic conditions, increased costs and demand for production inputs,
the speculative nature of exploration and project development, including the
risks of obtaining necessary licences and permits and diminishing quantities
or grades of reserves, political and social risks, changes to the regulatory
framework within which the company operates or may in the future operate,
environmental conditions including extreme weather conditions, recruitment and
retention of personnel, industrial relations issues and litigation.

Forward looking statements are based on the company and its management's good
faith assumptions relating to the financial, market, regulatory and other
relevant environments that will exist and affect the company's business and
operations in the future. The company does not give any assurance that the
assumptions on which forward looking statements are based will prove to be
correct, or that the company's business or operations will not be affected in
any material manner by these or other factors not foreseen or foreseeable by
the company or management or beyond the company's control.

Although the company attempts and has attempted to identify factors that would
cause actual actions, events or results to differ materially from those
disclosed in forward looking statements, there may be other factors that could
cause actual results, performance, achievements or events not to be as
anticipated, estimated or intended, and many events are beyond the reasonable
control of the company. Accordingly, readers are cautioned not to place undue
reliance on forward looking statements. Forward looking statements in these
materials speak only at the date of issue. Subject to any continuing
obligations under applicable law or any relevant stock exchange listing rules,
in providing this information the company does not undertake any obligation to
publicly update or revise any of the forward looking statements or to advise
of any change in events, conditions or circumstances on which any such
statement is based.

WEBSITE

A copy of this announcement is available from the Company's website at
www.europeanmet.com/announcements/ (http://www.europeanmet.com/announcements/)
.

 

ENQUIRIES:

 European Metals Holdings Limited

 Keith Coughlan, Executive Chairman           Tel: +61 (0) 419 996 333

                                              Email: keith@europeanmet.com (mailto:keith@europeanmet.com)

 Kiran Morzaria, Non-Executive Director       Tel: +44 (0) 20 7440 0647

 Henko Vos, Company Secretary                 Tel: +61 (0) 400 550 042

                                              Email: cosec@europeanmet.com (mailto:cosec@europeanmet.com)

 WH Ireland Ltd (Nomad & Broker)

 James Joyce / Darshan Patel / Isaac Hooper   Tel: +44 (0) 20 7220 1666

 (Corporate Finance)

 Harry Ansell (Broking)

 Blytheweigh (Financial PR)                   Tel: +44 (0) 20 7138 3222

 Tim Blythe

 Megan Ray

 Chapter 1 Advisors (Financial PR - Aus)

 David Tasker                                 Tel: +61 (0) 433 112 936

 The information contained within this announcement is deemed by the Company
to constitute inside information under the Market Abuse Regulation (EU) No.
596/2014 ("MAR") as it forms part of UK domestic law by virtue of the European
Union (Withdrawal) Act 2018 and is disclosed in accordance with the Company's
obligations under Article 17 of MAR.

 

 

 

 

 

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